RALPH LAUREN CORP — Director's Dealing 2019

Aug 16, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RALPH LAUREN CORP (RL)
CIK: 0001037038
Period of Report: 2019-08-15

Reporting Person: Lauren Family, L.L.C. (10% Owner)
Reporting Person: Lauren David R. (Director, Vice Chair, Chief Innovation)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-08-15	Class A Common Stock	S	8307	$84.04	Disposed	63121	Direct
2019-08-15	Class A Common Stock	S	20950	$85.10	Disposed	42171	Direct
2019-08-15	Class A Common Stock	S	4160	$85.87	Disposed	38011	Direct
2019-08-15	Class A Common Stock	S	2049	$86.74	Disposed	35962	Direct
2019-08-15	Class A Common Stock	S	248	$88.01	Disposed	35714	Direct
2019-08-15	Class A Common Stock	C	500004	—	Acquired	535718	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-08-15	Class B Common Stock	$	C	500004	Disposed		Class A Common Stock (500004)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	21405	Direct

Footnotes

F1: These sales were made pursuant to a Rule 10b5-1 sales plan in connection with a long-term strategy for estate planning and investment diversification.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.59 to $84.555, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (4) through (6) to this Form 4.

F3: These securities are held by Lauren Family, L.L.C., a limited liability company of which Mr. David Lauren is a manager and in which Mr. David Lauren has an indirect pecuniary interest. Mr. David Lauren disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.60 to $85.50, inclusive.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.60 to $86.37, inclusive.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.50 to $87.23, inclusive.

F7: The holder of the securities has the right, at the holder's option, at any time and from time to time, to convert shares of Class B Common Stock into Class A Common Stock on a one-for-one basis. On August 15, 2019, the Lauren Family, L.L.C. converted 500,004 shares of Class B Common Stock into an equal number of shares of Class A Common Stock, in connection with the continuation of previously described planned sales of shares of Class A Common Stock pursuant to a Rule 10b5-1 sales plan providing for sales of up to an aggregate of 1,000,000 shares of Class A Common Stock by the Lauren Family, L.L.C. by the end of this calendar year, subject to the conditions set forth therein, in connection with a long-term strategy for estate planning and investment diversification.

F8: These securities are held individually by Mr. David Lauren.